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On June 21, 2021, Dare County commissioners voted unanimously to sell the assets of Dare Home Health and Hospice to Adoration Home Health Care Virginia, LLC, an affiliate of Res-Care, Inc., doing business as BrightSpring Health Services.

“We were able to accomplish what we set out to do,” proclaimed county manager Robert L. Outten, as he introduced the agenda item and defended the agreement.

The meeting room seemed tense as the commissioners asked questions and then made statements after board Vice Chairman Wally Overman moved to approve and commissioner Jim Tobin seconded.

The two goals were to make sure the service area was covered and to take care of employees, reported Outten.

The service area is defined on the agreement’s first page as “…to provide home health and hospice services pursuant to License Number HC0494 and Facility ID 943718 in Dare County, North Carolina and its surrounding counties (the “Service Area”).

In the attached Assignment and Assumption Agreement, the Dare agency is defined as operating “within the geographic boundaries of Dare County, North Carolina,…”

Paragraph 2, titled Requirements of Sale, states that the purchaser shall “continue to provide the same or similar Services that Seller provided immediately prior to the Closing Date to all individuals in need of such Services in the Service Area;”

That paragraph insists that indigent care be available at levels previously demonstrated. In Schedule 2(b), the indigent care commitment is “no less than $10,000 per year.”

Additionally, the purchaser cannot enact financial admission policies that have the effect of denying essential services; and that beneficiaries of federal government reimbursement programs (Medicaid/Medicare) shall receive services without discrimination.

An annual report will be sent to Dare County.

Outten pointed out Paragraph 3 that states if the purchaser fails to comply with Paragraph 2, the business reverts to Dare County.

Outten moved to an explanation of current employee provisions and protections. In Schedule 15(a), 16 employees are listed with salaries ranging from $25,326 to $92,156.

First, Dare County created an employee retention bonus, 5% of salary on the day of closing which is not later than Aug. 1, 2021, and 5% after six months with the new agency.

Agreement Paragraph 15 protects employees for six months, said Outten. Dare County is liable for accrued retirement benefits, health benefits, paid time off and other employee benefits accrued during employment. BrightSpring agrees to credit employees with years of service. Transferred employees will be eligible to receive medical benefits under BrightSpring’s benefit plan. BrightSpring “shall provide coverage for all pre-existing conditions of Transferred Employees.”

Current Dare Home Health and Hospice worker Amanda Myers spoke at public comment, stating “I want to be paid for vacation time” for which she will not be compensated. She asked that the county create an exception to current policy of moving excess vacation time to sick leave. “This is not our choice,” she said. She reported that the county would need to pay for 107.385 hours moved to sick leave for her and her co-workers.

Outten explained the policy but said it’s not done for any employee and defended the policy.

“I think we’ve kept our word,” said Outten, commenting that transferred employees are not going to “take hits on salaries.” He pointed the commissioners to the resolution that authorizes the sale.

The sale price is $2.9 million. Commissioner Ervin Bateman asked where the money goes. Outten responded, to “our budget or whatever you all decide to do with it.”

Overman asked about BrightSpring transferring the sold certificate of need. Outten said the agreement prohibits transfer within the first three years.

If BrightSpring fails to provide services, the agency reverts to Dare County.

In discussion, commissioner Steve House, who joined the meeting by Zoom, said “this is a very big decision for all of us.”

Tobin reported he spent the weekend going over the agreement. He said he thinks “employees are treated very fairly.”

Commissioner Danny Couch said “this is the best available option that we have.”

Overman commented “the status quo is not acceptable.” He reported that 95 or 96 of North Carolina counties have done this and cannot all be wrong.

Bateman said he “cannot stand big business.” He commented that “things have changed.” He reported that a friend of his could not be helped by Dare’s hospice services. His friend “died in Virginia and not in his own home.”

Board Chairman Robert L. Woodard countered Bateman. “Not all big business is bad.” In his career, insurance agencies he’s been with were sold three times. In his experience, the commitments made to employees were carried out.

“BrightSprng had the best offer,” Woodard recalled. He said an online petition opposing the sale of Dare Home Health and Hospice garnered 500 signatures. He telephoned one person “who didn’t have a clue what was in the contract.”

Woodard participated in a conference call with the county manager of Stanly County. That county’s Board of Commissioners in November 2020 sold its home health service to BrightSpring. Woodard said no complaints have been registered against BrightSpring, which has “lived up to expectations.”

“We are not serving those in need,” said Woodard, who lamented that 35 individuals in Dare County can’t be served by the existing agency.

“It is my moral and sworn duty to do what is in the best interest of the citizens of Dare County,” finished Woodard. He called for the vote which was voiced by each commissioner as called upon. The vote was 6-0 in favor of the resolution authorizing the sale.

Not participating in the vote was commissioner Rob Ross, whose absence was excused.

Outten said that a liaison was needed to monitor the sale for a year. He asked that the board create a half-time position for that work and add it to another half-time position for work with the county’s diabetes program. The commissioners acted unanimously to create the full-time position for a public health nurse level 3, requiring $71,180 to cover the position. Funds are to come from the sale proceeds, said Outten.

Another budget amendment was required for the sale. The adopted fiscal year 2022 Dare County budget does not have funding for Dare Home Health and Hospice to operate in July 2021. The commissioners adopted a budget amendment that shows $243,561 in revenue for the month, along with a long list of expenses that include vacation and comp time payouts.

The agreement requires the creation of a restricted fund with $290,000 of purchase money. The account is to secure indemnification obligations of Dare County pursuant to the asset purchase.

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